Argo Group Shareholders Approve Proposed Merger with Brookfield Reinsurance
19 Abril 2023 - 3:12PM
Business Wire
Argo Group International Holdings, Ltd. (“Argo”) (NYSE: ARGO)
today announced that Argo shareholders voted to approve an
agreement for Brookfield Reinsurance Ltd. (“Brookfield
Reinsurance”) to acquire Argo in an all-cash transaction valued at
approximately $1.1 billion (the “Merger”).
The Merger remains subject to other customary closing
conditions, including receipt of required regulatory approvals.
Argo and Brookfield Reinsurance expect to complete the Merger in
the second half of 2023.
Argo will file the final vote results, as certified by the
independent Inspector of Election, on a Form 8-K with the U.S.
Securities and Exchange Commission.
About Argo
Argo Group International Holdings, Ltd. (NYSE: ARGO) is a U.S.
focused underwriter of specialty insurance products in the property
and casualty market. Argo offers a full line of products and
services designed to meet the unique coverage and claims-handling
needs of businesses. Argo and its insurance subsidiaries are rated
‘A-’ by Standard and Poor’s. Argo’s insurance subsidiaries are
rated ‘A-’ by A.M. Best. More information on Argo and its
subsidiaries is available at www.argogroup.com.
Cautionary Note Regarding Forward-Looking Statements
This press release may include, and Argo may make related oral,
forward-looking statements that reflect Argo’s current views with
respect to future events and financial performance. Such statements
include forward-looking statements both with respect to us in
general, and to the insurance and reinsurance sectors in particular
(both as to underwriting and investment matters). Statements that
include the words “expect,” “estimate,” “intend,” “plan,”
“believe,” “project,” “anticipate,” “seek,” “aim,” “likely,”
“will,” “may,” “could,” “should” or “would” and similar statements
of a future or forward-looking nature identify forward-looking
statements in this press release for purposes of the U.S. federal
securities laws or otherwise. We intend these forward-looking
statements to be covered by the safe harbor provisions for
forward-looking statements in the Private Securities Litigation
Reform Act of 1995.
The proposed transaction is subject to risks and uncertainties
and factors that could cause Argo’s actual results to differ,
possibly materially, from those in the specific projections, goals,
assumptions and statements herein including, but not limited to:
(i) that Argo may be unable to complete the proposed transaction
because, among other reasons, conditions to the closing of the
proposed transaction may not be satisfied or waived, including that
a governmental authority may prohibit, delay or refuse to grant
approval for the consummation of the transaction; (ii) uncertainty
as to the timing of completion of the proposed transaction; (iii)
the occurrence of any event, change or other circumstance that
could give rise to the termination of the merger agreement between
Argo, Brookfield Reinsurance and BNRE Bermuda Merger Sub Ltd.; (iv)
risks related to disruption of management’s attention from Argo’s
ongoing business operations due to the proposed transaction; (v)
the effect of the announcement of the proposed transaction on
Argo’s relationships with its clients, employees, operating results
and business generally; and (vi) the outcome of any legal
proceedings to the extent initiated against Argo or others
following the announcement of the proposed transaction, as well as
Argo management’s response to any of the aforementioned
factors.
The foregoing review of important factors should not be
construed as exhaustive and should be read in conjunction with the
other cautionary statements that are included herein or elsewhere,
including the risk factors included in Argo’s most recent Annual
Report on Form 10-K and Quarterly Report on Form 10-Q and other
documents of Argo on file with, or furnished to, the Securities and
Exchange Commission. Any forward-looking statements made in this
press release are qualified by these cautionary statements, and
there can be no assurance that the actual results or developments
anticipated by Argo will be realized or, even if substantially
realized, that they will have the expected consequences to, or
effects on, Argo or its business or operations. Argo undertakes no
obligation to update publicly or revise any forward-looking
statement, whether as a result of new information, future
developments or otherwise, except as required by the federal
securities laws. References to additional information about Argo
and Brookfield Reinsurance have been provided as a convenience, and
the information contained on such websites is not incorporated by
reference into this press release.
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version on businesswire.com: https://www.businesswire.com/news/home/20230419005922/en/
Andrew Hersom Head of Investor Relations Tel: (860)
970-5845 Email: andrew.hersom@argogroupus.com
Gregory Charpentier AVP, Investor Relations and Corporate
Finance Tel: (978) 387-4150 Email:
gregory.charpentier@argogroupus.com
David Snowden Senior Vice President, Communications Tel:
(210) 321-2104 Email: david.snowden@argogroupus.com
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